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TAMBORAN RES CORP CDI 8-K Filings

TBNRL OTC

Every 8-K that TAMBORAN RES CORP CDI (TBNRL) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow TBNRL and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full TBNRL filings page.

Rhea-AI Summary

Tamboran Resources Corporation (TBN) furnished an investor presentation describing progress in developing its Beetaloo Basin natural gas assets and providing an operational and capital overview. The company holds 2.8 million net prospective acres across the Beetaloo East and West depocenters and reports multi-bench shale potential with more than 12,000 gross drilling locations across key benches based on 10,000-foot laterals.

The Shenandoah South Pilot Project has reached Final Investment Decision and is targeting imminent first gas sales, with 40 TJ/d (gross) from the pilot contracted to the Northern Territory Government under a fixed-price, CPI‑escalated take‑or‑pay agreement for an initial ~9‑year term. The Sturt Plateau Compression Facility is complete, being commissioned, and was funded largely with project debt partially backstopped by the Northern Territory Government. As of March 31, 2026, Tamboran shows US$298 million in cash and expected near‑term inflows, drawn debt of US$23 million, and an enterprise value of US$1.02 billion, implying about US$364 per acre. The presentation outlines plans to reduce well costs toward US$16 million per 10,000‑foot horizontal well, trials of in‑basin sand and local water sourcing, and upcoming drilling and stimulation campaigns through 2027.

Rhea-AI Summary

Tamboran Resources Corporation reports that on May 28, 2026 it completed the acquisition, through subsidiaries, of all subsidiaries of Falcon Oil & Gas Ltd. under an Arrangement Agreement, for 6,537,503 Tamboran common shares plus US$23,663,080 cash for certain shareholders. Tamboran provides Falcon’s audited 2024–2025 financial statements, unaudited interim results for the three months ended March 31, 2026, and unaudited pro forma condensed combined financial information.

Falcon generated no oil and natural gas revenue in 2024 or 2025 and recorded a net loss of 2,596 $’000 in 2025 after a 2,965 $’000 loss in 2024; the loss for the three months ended March 31, 2026 was 1,251 $’000. At December 31, 2025 Falcon held total assets of 61,089 $’000, including 56,797 $’000 of exploration and evaluation assets, against a decommissioning provision of 17,261 $’000 and equity of 42,069 $’000. Falcon’s auditors draw attention to substantial doubt about Falcon’s ability to continue as a going concern; management cites funding support from Tamboran and an expected Australian R&D tax incentive of about US$2.0 million.

Rhea-AI Summary

Tamboran Resources Corporation has completed the acquisition of all subsidiaries of Falcon Oil & Gas Ltd. via a court-approved plan of arrangement. In exchange for Falcon’s international assets, Tamboran issued 6,537,503 shares of common stock and paid $23,663,080 in cash.

The deal gives Tamboran approximately 2.8 million net prospective acres in the Beetaloo Basin, described as the largest acreage position in the depocenter, and results in 34,856,412 common shares outstanding with a pro forma market capitalisation of about US$1.2 billion.

Tamboran also granted options over 369,084 shares at $21.94 per share to certain former Falcon directors and officers and outlined a 2026 program including at least four wells, five stimulations, and targeted first gas sales from its Pilot Project in the third quarter of 2026.

Rhea-AI Summary

Tamboran Resources Corporation reported operational progress and financing updates for the quarter ended March 31, 2026. The company highlighted a farm-out of about 10,000 acres to Daly Waters Energy for a carry of up to US$28.5 million across its Pilot Area and Beetaloo Central Development Area, helping fund development without direct equity dilution from that transaction.

The Shenandoah South 6H well delivered a record average IP20 flow rate of 10.3 MMcf/d, supporting the quality of Tamboran’s Beetaloo West acreage. Construction of the Sturt Plateau Compression Facility was 88% complete at the end of April 2026 and remains on budget, with commissioning targeted in 3Q 2026.

The balance sheet was strengthened through a US$31 million PIPE transaction and an April 2026 capital raise of about US$188 million (net of fees). Tamboran reported cash of US$95 million and net drawn debt of US$23 million as of March 31, 2026, and cited pro forma cash of about US$298 million to fund planned 2026–2027 drilling and stimulation programs aimed at delivering first gas and further resource delineation in the Beetaloo Basin.

Rhea-AI Summary

Tamboran Resources Corporation completed a retail entitlement offer of new equity. On May 1, 2026, the company issued 99,375,000 CHESS Depositary Interests (CDIs), each representing 1/200th of a share of common stock, equal to 496,875 underlying shares. The offer was priced at A$0.25 per CDI, raising aggregate proceeds of A$24.8 million for the company. CDIs were offered to existing shareholders in specified international jurisdictions, and the issuance relied on an exemption from registration under Regulation S of the Securities Act of 1933.

Rhea-AI Summary

Tamboran Resources Corporation disclosed that on April 15, 2026 it closed the remaining portion of a previously announced registered direct institutional entitlement offering. This closing resulted in the issuance and sale of an additional 96,698 shares of common stock, referred to as the RDO Shares. A legal opinion from Latham & Watkins LLP on the validity of issuing these RDO Shares was filed as an exhibit and incorporated by reference into the company’s Registration Statement.

Rhea-AI Summary

Tamboran Resources Corporation completed several equity financings. The company closed an accelerated non-renounceable institutional entitlement offer to eligible non-U.S. holders, issuing 148,308,400 CHESS Depositary Interests, each representing 1/200th of a share of common stock, underpinned by 741,542 shares. This raised aggregate proceeds of A$37.1 million at A$0.25 per CDI under Regulation S.

The company also completed the sale of 443,491 additional common shares under a previously announced underwritten offering, after underwriters exercised their option in full, generating additional net proceeds of $14.7 million. In a registered direct institutional entitlement offering priced at $35.00 per share, Tamboran issued 916,412 shares, with a remaining portion of approximately 96,698 shares expected to close on or about April 15, 2026, subject to customary conditions.

Rhea-AI Summary

Tamboran Resources Corporation completed an underwritten public offering of 2,956,602 shares of common stock, generating approximately $97.3 million in net proceeds. Underwriters also received a 30-day option to purchase up to 443,491 additional shares.

The company plans to use the cash to fund additional drilling in the Pilot Area, resource delineation in the Orion Acreage and Beetaloo Central Development Area, drilling in EP 161, plus working capital and other general corporate purposes. Tamboran also entered into share purchase agreements for a registered direct institutional entitlement offering at $35.00 per share, expected to close on or about April 14, 2026.

Rhea-AI Summary

Tamboran Resources Corporation disclosed that it entered into an Amending Agreement with its subsidiaries and Falcon Oil & Gas Ltd. to modify their existing Arrangement Agreement.

The amendment extends the transaction’s termination date from March 30, 2026 to April 30, 2026, with an automatic extension to June 30, 2026 if required governmental or regulatory approvals or an amended license from the U.S. Office of Foreign Assets Control are still pending while all other closing conditions are satisfied or capable of being satisfied. All other terms of the original Arrangement Agreement remain unchanged.

Rhea-AI Summary

Tamboran Resources Corporation announced that subsidiary Tamboran (Beetaloo) Pty Limited has signed a Farm-In Agreement with Daly Waters Energy covering about 10,000 acres across the Shenandoah North and South pilot areas and the Beetaloo Central Development Area in Australia’s Beetaloo Basin.

The agreement provides a staged earn-in of up to approximately US$28.5 million for Tamboran through carry and milestone payments, including Phase 1 and Phase 2 work program carries and a potential additional milestone carry. Royalties on the farmed-down working interests will be based on Falcon Oil & Gas Australia Limited royalties allocated pro rata.

Completion depends on Tamboran obtaining a 98.1% interest in Falcon Oil & Gas Australia Limited via a Plan of Arrangement with Falcon Oil & Gas Limited and on conditions tied to Daly Waters Energy’s joint venture with INPEX and the closing of Tamboran’s Falcon acquisition.

Rhea-AI Summary

Tamboran Resources Corporation updated key agreements tied to its Beetaloo Basin gas project. A deed of addendum to its Second Amended and Restated Joint Venture and Shareholders Agreement reshapes the Dev A++ Area, increases it by 100,000 acres, and rebrands it as the Phase 2 Development Area. Upon conditions including completion of the Falcon Transaction, Daly Waters Energy and Tamboran (West) Pty Limited will realign portions of their beneficial interests in specified blocks and strategic development areas.

A separate addendum to the Beetaloo Acreage Asset Sale Agreement modifies Elliott Energy I Pty Ltd’s non-operating, non-controlling interest linked to 100,000 acres for $15 million, limiting it to the Dev A++ Area to support a retention license over the enlarged Phase 2 Development Area. The addendum removes escrow provisions and extends the Dev A++ End Date to December 31, 2026 and the C10 End Date to December 31, 2027, while extensive risk factors highlight the early-stage nature of the business, the need for substantial capital, and recurring losses that raise substantial doubt about the company’s ability to continue as a going concern.

Rhea-AI Summary

Tamboran Resources Corporation reported that stockholders approved key share issuances tied to its planned acquisition of Falcon Oil & Gas interests. Investors backed issuing 6,537,503 shares of common stock to Falcon and up to 147,508 shares to minority holders of Falcon Oil & Gas Australia under a plan of arrangement.

As of the January 23, 2026 record date, 22,639,513 shares were outstanding, and 12,923,245 shares were represented at the March 3, 2026 special meeting, constituting a quorum. The stock issuance and related ASX capacity proposals each received over 12.9 million votes in favor, with minimal opposition or abstentions.

Rhea-AI Summary

Tamboran Resources Corporation reports second-quarter FY26 operational progress for the quarter ended December 31, 2025, focused on its Beetaloo Basin gas developments.

The company completed a three-well, 10,000-foot horizontal drilling program at Shenandoah South, fully stimulated the SS‑6H well with 58 stages, and advanced plans to stimulate three additional 10,000-foot wells and drill two backfill wells in 2Q 2026. Construction of the Sturt Plateau Compression Facility reached 78% completion and remains on budget, while the connecting Sturt Plateau Pipeline was built and successfully pressure tested.

Tamboran strengthened liquidity, ending the quarter with a cash balance of US$90.9 million and total expected near-term cash and inflows of about US$137.9 million, supported by a US$56.1 million public offer, an US$11.3 million share purchase plan, and a US$32.0 million PIPE. The company had drawn debt of US$16.3 million and US$42.0 million undrawn for compression facility funding.

Operationally, Tamboran is targeting first gas sales from the SS Pilot Project in 3Q 2026, subject to weather and approvals, and plans additional drilling in EP 161. Governance developments include the appointment of Todd Abbott as Chief Executive Officer, bringing over two decades of upstream experience.

Rhea-AI Summary

Tamboran Resources Corporation completed a previously agreed private investment in public equity (PIPE). The company raised approximately $32 million by selling 1,524,377 shares of common stock at $21.00 per share to institutional investors.

Stockholders approved the share sales at a special meeting on January 13, 2026, satisfying a key condition for certain investors. The PIPE financing then closed on January 16, 2026, providing new capital to the company in exchange for newly issued shares, which were sold under private offering exemptions from registration.

Rhea-AI Summary

Tamboran Resources Corporation appointed Todd Abbott as Chief Executive Officer, effective January 15, 2026, replacing interim CEO Richard Stoneburner, who will continue as Chairman and resume his role as an independent director. Abbott brings over 25 years of oil and gas experience from Seneca Resources, Marathon Oil, Pioneer Natural Resources and other leadership and advisory positions.

Abbott’s employment agreement provides a $550,000 annual base salary and an annual cash incentive targeted at 100% of eligible earnings, plus participation in standard executive benefits. He will receive RSUs covering 65,320 shares, split evenly between time-based and performance-based vesting tied to total shareholder return versus the S&P SmallCap 600 Energy index, with potential payout up to 200% of the performance portion. He is also granted a $100,000 sign-on bonus and a time-based “make whole” RSU award valued at $3,250,000, relocation support up to $150,000, and severance equal to 24 months of base salary and up to 18 months of COBRA premiums if terminated without cause, along with non-compete and non-solicitation covenants for 12 months after departure.

Rhea-AI Summary

Tamboran Resources Corporation reported the results of its 2025 Annual Meeting of Stockholders held on December 4, 2025. Stockholders elected three Class II directors — Ryan Dalton, Andrew Robb, and Scott Sheffield — to new three-year terms, with over 10 million votes cast in favor of each and broker non-votes recorded where applicable.

Investors also ratified the appointment of Ernst & Young as the company’s independent registered public accounting firm for the fiscal year ending June 30, 2026, with more than 11.1 million votes for and very few votes against or abstaining. In addition, stockholders approved several equity-based compensation items under the 2024 Equity Incentive Plan, including issuance of 27,251 shares of common stock (or equivalent CDIs/RSUs) to Interim CEO Richard Stoneburner in lieu of cash fees, and potential share issuances to directors Scott Sheffield, Phillip Pace, and Jeffrey Bellman in lieu of up to US$200,000 of annual director fees each over a two-year period, subject to ASX Listing Rule 10.14.

Rhea-AI Summary

Tamboran Resources Corporation furnished an earnings presentation and press release announcing financial and operating results for the quarter ended September 30, 2025.

The materials were provided via an 8-K under Item 2.02 and are attached as Exhibits 99.1 and 99.2. The information is deemed “furnished,” not “filed,” under the Exchange Act.

Rhea-AI Summary

Tamboran Resources Corporation announced two equity transactions. The company closed an underwritten offering of 2,324,445 shares of common stock, and the underwriters fully exercised their 30‑day option for an additional 348,666 shares. The offering closed on October 24, 2025, generating approximately $52.5 million in net proceeds to fund Tamboran’s development plan, working capital, and other general corporate purposes.

Separately, Tamboran entered into subscription agreements to sell up to $29 million of common stock at $21.00 per share to certain investors, including its largest shareholder and directors, subject to shareholder approval and customary closing conditions. Tamboran agreed to use commercially reasonable efforts to file a resale registration within 30 days of that closing and to seek effectiveness as soon as practicable, no later than the 60th day (or 90th day if reviewed), maintaining effectiveness until specified conditions or up to three years.

Rhea-AI Summary

Tamboran Resources (TBN) filed Amendment No. 2 to disclose compensation terms for Interim CEO Dick Stoneburner. Effective July 27, 2025, he will serve for a six-month term (or until a permanent CEO is hired) and continue as Chairman.

As sole compensation, the company will grant 27,251 shares of common stock, fully vested on the grant date. The award is calculated by dividing $500,000 by the 5‑day volume‑weighted average price for the period ending July 28, 2025, and is subject to shareholder approval.

Rhea-AI Summary

Tamboran Resources Corporation filed an amended current report to update investors on board committee assignments for two recently appointed directors. The Board had previously appointed Scott D. Sheffield and Philip Z. Pace as directors on July 27, 2025, but had not yet set their committee roles. On September 2, 2025, the Board, following a recommendation from its Nominations & Governance Committee, appointed Mr. Sheffield to the Sustainability Committee. Mr. Pace was appointed to both the Compensation Committee and the Sustainability Committee. The amendment states that no other changes were made to the prior report.